Form 8-K dated June 24, 2005 P&F Industries, Inc.
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
DC 20549
__________________
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of the
Securities
Exchange Act of 1934
Date
of
Report (Date of earliest event reported):June 24, 2005
P
&
F
INDUSTRIES, INC.
(Exact
Name of Registrant as Specified in Charter)
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Delaware
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1-5332
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22-1657413
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(State
or Other Jurisdiction
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(Commission
File No.)
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(IRS
Employer Identification
No.)
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|
of
Incorporation)
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300
Smith Street, Farmingdale, New York 11735
(Address
of Principal Executive Offices) (Zip Code)
Registrant's
telephone number, including area code: (631)
694-1800
Check
the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions (see
General
Instruction A.2. below):
ÿWritten
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
ÿSoliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
ÿPre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17CFR
240.14d-2(b))
ÿPre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
Item
1.01 Entry
into a Material Definitive Agreement.
On
June
24, 2005, P&F Industries, Inc. (the “Registrant”), and its subsidiaries,
Florida Pneumatic Manufacturing Corporation (“Florida Pneumatic”), Embassy
Industries, Inc. (“Embassy”), Green Manufacturing, Inc. (“Green”), Countrywide
Hardware, Inc. (“Countrywide”), Nationwide Industries, Inc. (“Nationwide”), and
Woodmark International, L.P. (“Woodmark”, and collectively with the Registrant,
Florida Pneumatic, Embassy, Green, Countrywide and Nationwide, the
“Co-Borrowers”), Citibank, N.A. and HSBC Bank USA, National Association
(collectively, the “Lenders”) and Citibank, N.A., as Administrative Agent for
the Lenders, entered into an Amendment (the “Amendment”) to the Credit
Agreement, dated as of June 30, 2004, by and among the Co-Borrowers, the Lenders
and the Administrative Agent (the “Credit Agreement”). The Amendment extends the
maturity date of the Credit Agreement from June 29, 2005 to June 30,
2006.
The
foregoing is a summary of the Amendment and is qualified in its entirety by
the
terms and provisions of the Amendment, a copy of which is attached hereto as
Exhibit 10.1.
Item
9.01 Financial
Statements and Exhibits.
(c) Exhibits.
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10.1
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Amendment
to Credit Agreement, dated as of June 24, 2005, by and among, P&F
Industries, Inc., Florida Pneumatic Manufacturing Corporation, Embassy
Industries, Inc., Green Manufacturing, Inc., Countrywide Hardware,
Inc.,
Nationwide Industries, Inc., and Woodmark International, L.P., Citibank,
N.A. and HSBC Bank USA, National Association and Citibank, N.A.,
as
Administrative Agent for the
Lenders.
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SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant
has
duly caused this report to be signed on its behalf by the undersigned hereunto
duly authorized.
P
&
F
INDUSTRIES, INC.
Date:
June 24, 2005
/s/
Joseph A. Molino, Jr.
Joseph
A.
Molino, Jr.
Vice
President and
Chief
Financial Officer